17. SUBSEQUENT EVENTS

ELOC Agreement

From July 1 through August 14, 2025, the Company sold 444,040 shares of common stock for an aggregate purchase price of $3,564,736 pursuant to the ELOC Agreement. In connection with those sales, the Company also issued a total of 3,330 shares of common stock to the Purchaser as commitment shares, pursuant to the terms of the ELOC Agreement.

Timothy Michaels

On July 14, 2025 Mr. Michaels filed a Motion for Appointment of Limited Receiver with the Fourth Judicial District, Hennepin County, MN. A hearing on the motion is scheduled for September 9, 2025.

Amended & Restated Convertible Promissory Notes & Warrants

On August 11, 2025, the Company issued an Amended and Restated Convertible Promissory Note (“A&R Note”) and Warrants to purchase shares of the Company’s common stock at $8.00 per share to certain holders of the 2025 OID Notes (Note 10), resulting in gross proceeds to the Company of $600,000. The indebtedness evidenced by the OID Notes will continue to be evidenced by the A&R Note. The A&R Note is not a novation of the indebtedness evidenced by the OID Note and any accrued and outstanding interest on the OID Note will continue to be evidenced by the A&R Note. The aggregate principal amount of the A&R Notes is $1,200,000 and matures on August 11, 2026.